8-K
MANHATTAN ASSOCIATES INC (MANH)
UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
| Date of Report (Date of earliest event reported): July 19, 2024 |
|---|
MANHATTAN ASSOCIATES, INC.
(Exact name of Registrant as Specified in Its Charter)
| Georgia | 0-23999 | 58-2373424 |
|---|---|---|
| (State or Other Jurisdiction<br>of Incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
| 2300 Windy Ridge Parkway<br><br>Tenth Floor | ||
| Atlanta, Georgia | 30339 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
| Registrant’s Telephone Number, Including Area Code: 770 955-7070 | ||
| --- |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common stock | MANH | Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously reported, at the 2024 Annual Meeting of Shareholders of Manhattan Associates, Inc. (the “Company”) held on May 23, 2024, the number of votes cast in favor of Mr. Deepak Raghavan’s reelection as a director did not exceed the number of votes cast against his reelection. Consequently, in accordance with the Company’s Majority Voting Director Resignation Policy, on May 23, 2024, Mr. Raghavan tendered his resignation from the Board of Directors, conditioned upon Board acceptance.
On July 18, 2024, based on the recommendation of the Nomination and Governance Committee, the Board accepted Mr. Raghavan’s resignation effective following the Board’s recruitment, and on its appointment, of his successor.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Manhattan Associates, Inc. | |||
|---|---|---|---|
| Date: | July 19, 2024 | By: | /s/ Bruce S. Richards |
| Senior Vice President, Chief Legal Officer and Secretary |